Odysight.Ai Inc. quarterly report, Q1 FY2016

Filing summary

Reporting period: Intellisense Solutions Inc. Form 10-Q for the three months ended June 30, 2015, filed August 10, 2015. The filing identifies the registrant as Intellisense Solutions Inc., not Odysight.Ai Inc.; confirm that this is the intended filing.

Business context

The company reported that it was developing online portals for buying and selling vegetarian food products, but had no significant operations and had generated no revenue since incorporation. It also stated that it had no present merger or acquisition plans.

Financial results and liquidity

MetricThree months ended June 30, 2015Comparable 2014 period
Revenue$0$0
Operating expenses$9,672$7,400
Net loss$9,672$7,400
Net cash used in operating activities$5,791$5,351
Cash at period end$6,072$31,150

At June 30, 2015, total assets were $6,577, current liabilities were $10,087, and stockholders’ equity was a deficit of $3,510. The balance sheet lists accounts payable and accrued expenses, including $990 payable to a related party; it reports no debt balance. Negative working capital was $3,510, and accumulated deficit was $76,658. Gross margin and other operating margins are not applicable because the company had no revenue.

Professional fees were $8,444 and general and administrative expenses were $1,228. Management attributed the $2,272 increase in expenses year over year mainly to approximately $5,300 more in legal fees, partly offset by approximately $3,000 less in accounting and audit fees. Cash fell by $5,791 during the quarter, from $11,863 to $6,072.

Changes, outlook, and risks

  • On June 15, 2015, the prior officers and directors resigned and Neil Reithinger became the sole director and officer. The filing says the resignations did not result from disagreements.
  • Beginning June 15, Eventus Advisory Group, LLC, founded and led by Mr. Reithinger, provided accounting and advisory services. The company incurred $990 in fees during the quarter, unpaid at June 30.
  • Management said available cash was insufficient to fund its plans for the next 12 months and that additional financing through loans and/or equity would be needed. No financing was arranged, and the filing warns that the business could fail without it.
  • The company reported substantial doubt about its ability to continue as a going concern. Its statements include no adjustments that might be required if it cannot continue.
  • There was no specific financial guidance. The filing reported no material off-balance-sheet arrangements and no pending legal proceedings expected by management to have a material adverse effect.
  • Management concluded disclosure controls were ineffective because of inadequate segregation of duties and ineffective period-end financial reporting controls. The weaknesses had not been remediated; planned remediation depended largely on obtaining financing.

Important facts for investors to verify

  • Confirm the registrant and filing period: the supplied filing is for Intellisense Solutions Inc. and the quarter ended June 30, 2015, despite the request metadata naming Odysight.Ai Inc. and 2015 Q1.
  • Assess whether the company could secure financing sufficient to meet its stated 12-month needs and address the going-concern uncertainty.
  • Review the company’s lack of revenue and significant operations, cash decline, negative working capital, and accumulated deficit.
  • Examine the related-party services arrangement and the company’s ineffective disclosure controls and unremediated material weaknesses.